license.txt

MAX+PLUSII 10.230

Altera Corporation
101 Innovation Drive
San Jose, CA  95134
[phone]

ALTERA PROGRAM LICENSE SUBSCRIPTION AGREEMENT

PLEASE REVIEW THE FOLLOWING TERMS AND CONDITIONS
CAREFULLY BEFORE USING THE SOFTWARE PROVIDED ON THIS
COMPACT DISK, WEB-SITE, OR OTHER MEDIUM. BY USING
THIS SOFTWARE OR PAYING A SUBSCRIPTION FEE, YOU
INDICATE YOUR ACCEPTANCE OF SUCH TERMS AND
CONDITIONS, WHICH CONSTITUTE THE LICENSE AGREEMENT
(the "AGREEMENT") BETWEEN YOU AND ALTERA CORPORATION
("ALTERA"). IN THE EVENT THAT YOU DO NOT AGREE WITH
ANY OF THESE TERMS AND CONDITIONS, DO NOT DOWNLOAD,
COPY, OR USE THIS SOFTWARE; IF YOU HAVE RECEIVED A
COPY ON COMPACT DISK OR ANOTHER MEDIUM, PLEASE
PROMPTLY RETURN THE SOFTWARE UNUSED TO ALTERA.

1.  Definitions:

Licensed Program(s): means whichever features of the software are
enabled by the software protection mechanism corresponding to the
configuration you have licensed.


2.  License to the Program: 

By this Agreement, ALTERA grants to you a non-exclusive license to use
the Licensed Program(s) (and any updates thereof for which you have
paid a subscription fee) on the terms and conditions outlined in this
Agreement. Any features for which you have not paid a subscription fee
("non-subscribed") features or any unenabled features of the Licensed
Program(s) are unlicensed and you agree not to use or access such
features. The Licensed Program(s), and any non-subscribed or unenabled
features thereof are confidential and proprietary to ALTERA and its
licensors, and ALTERA and its licensors retain all title, copyright,
patent and other proprietary rights therein.

Pursuant to this Agreement, you may: (a) use the Licensed Program(s)
on a single computer or on networked workstations if you have
purchased a floating node license; (b) use the Licensed Programs for
the sole purpose of programming logic devices manufactured by ALTERA
and sold by ALTERA or its authorized distributors (the "Permitted
Use"); (c) make one copy of the Licensed Program(s) in any
computer-readable or printed form for back-up or archival purposes or
as otherwise permitted under this Agreement; and (d) modify the
Licensed Programs and/or merge them into another program for your
Permitted Use of the Licensed Programs, provided all intellectual
property notices including copyright and restricted rights notices
appearing on the Licensed Programs are included on any such copy,
modification, or portion merged or combined with the other
program. Any copy or portion of the Licensed Programs merged into
another program will continue to be subject to the terms and
conditions of this Agreement. Your end customers may use ALTERA
programmable logic devices that have been programmed with the Licensed
Programs.

The Licensed Program(s) may be transferred to another party provided
the other party agrees to accept the terms and conditions of this
Agreement. If you transfer the Licensed Program(s), you must at the
same time either transfer all copies, whether in printed or
computer-readable form, to the same party or destroy any copies not
transferred, including all portions of the Licensed Program(s)
contained or merged into another program, and certify the same to
ALTERA. If you have purchased a floating node license as provided
above, you may also copy the Licensed Program(s) onto another computer
(or access it through networked workstations) for use by another
person or persons within your company only; provided that (1) all such
users agree to accept the terms and conditions of this Agreement, and
(2) only the ES feature set of the Licensed Program(s) may be used by
obtaining from ALTERA a separate user license file, which is available
without any additional license fee. You and any subsequent users
acknowledge that maintenance agreements and product migration
capabilities are not available for the stand-alone ES feature set.

YOU MAY NOT USE, COPY, MODIFY, OR TRANSFER THE
LICENSED PROGRAM(S) OR ANY COPY, OR MERGED OR
COMBINED PORTION THEREOF, IN WHOLE OR IN PART,
EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS
AGREEMENT. IF YOU TRANSFER POSSESSION OF ANY COPY,
OR MERGED OR COMBINED PORTION OF THE LICENSED
PROGRAM(S) TO ANOTHER PARTY EXCEPT AS EXPRESSLY
PROVIDED HEREIN, YOUR LICENSE IS AUTOMATICALLY
TERMINATED. YOU MAY NOT DECOMPILE, DISASSEMBLE OR
OTHERWISE ATTEMPT TO ACCESS THE SOURCE CODE OF THE
LICENSED PROGRAM(S); PROVIDED, HOWEVER, THAT IF YOU
ARE LOCATED IN A MEMBER NATION OF THE EUROPEAN
COMMUNITY OR OTHER NATION THAT PERMITS LIMITED
REVERSE ENGINEERING, YOU MAY PERFORM LIMITED REVERSE
ENGINEERING, BUT ONLY AFTER GIVING NOTICE TO ALTERA
AND ONLY TO THE EXTENT PERMITTED BY THE EC SOFTWARE
DIRECTIVE OR OTHER APPLICABLE LAW.

3.  Altera's Licensors: 

The Licensed Program(s) may contain or be derived
from portions of code and documentation provided by
COMPASS Design Automation, Inc. under license to
ALTERA. ALTERA has assumed responsibility for the
selection of such code and documentation and its use
in producing and licensing the Licensed
Program(s). COMPASS DISCLAIMS ALL WARRANTIES WITH
RESPECT TO THE USE OF SUCH CODE OR DOCUMENTATION IN
THE LICENSED PROGRAM(S), INCLUDING, WITHOUT
LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.

4.  Term:

The license is effective until terminated. You may terminate it at any
time by destroying the Licensed Program(s) together with all copies,
modifications, and merged portions thereof in any form. It will also
terminate upon conditions set forth elsewhere in this Agreement or if
you fail to comply with any term or condition of this Agreement. You
agree upon such termination to destroy the Licensed Program(s)
together with all copies, and merged or combined portions thereof in
any form and certify same to ALTERA.

5.  Limited Warranty and Remedies:

ALTERA warrants that the Licensed Program(s) will perform
substantially in accordance with ALTERA's current program
documentation for a period of ninety (90) days from the date of
delivery to you, as evidenced by a copy of your receipt. ALTERA
warrants the compact disk(s) on which the Licensed Programs are
furnished to be free from defects in materials and workmanship under
normal use for a period of ninety (90) days from the date of delivery
to you, as evidenced by a copy of your receipt. This warranty is
limited to you and is not transferable.

During the 90-day warranty period, (1) ALTERA will replace any
Licensed Program(s) or compact disk not meeting the foregoing warranty
and which is returned to ALTERA or an Authorized ALTERA Distributor
("Authorized Distributor") with a copy of your receipt; or (2) if
ALTERA or the Authorized Distributor is unable to deliver a
replacement Licensed Program(s) which performs substantially in
accordance with current program documentation or a compact disk which
is free of defects in materials or workmanship, you may terminate this
Agreement by returning the Licensed Program(s), and your money will be
refunded. Any replacement Licensed Program(s) or compact disks will be
warranted for the remainder of the original warranty period or thirty
(30) days, whichever is longer.

THE FOREGOING WARRANTY DOES NOT EXTEND TO ANY
COMPACT DISK WHICH HAS BEEN DAMAGED AS A RESULT OF
ACCIDENT, MISUSE, ABUSE, OR AS A RESULT OF SERVICE
OR MODIFICATION BY ANYONE OTHER THAN ALTERA OR AN
AUTHORIZED DISTRIBUTOR.

EXCEPT AS EXPRESSLY SET FORTH ABOVE, NO OTHER
WARRANTIES, EITHER EXPRESS OR IMPLIED, ARE MADE WITH
RESPECT TO THE LICENSED PROGRAM(S), INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE AND NONINFRINGEMENT, AND ALTERA EXPRESSLY
DISCLAIMS ALL WARRANTIES NOT STATED HEREIN. YOU
ASSUME THE ENTIRE RISK AS TO THE QUALITY AND
PERFORMANCE OF THE LICENSED PROGRAM(S). SHOULD THE
LICENSED PROGRAM(S) PROVE DEFECTIVE, YOU-AND NOT
ALTERA OR AN AUTHORIZED DISTRIBUTOR-ASSUME THE
ENTIRE COST OF NECESSARY SERVICING, REPAIR, OR
CORRECTION. Some states do not allow the exclusion
of implied warranties, so the above exclusion may
not apply to you.

ALTERA DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED
IN THE LICENSED PROGRAM(S) WILL MEET YOUR
REQUIREMENTS, OR THAT THE OPERATION OF THE LICENSED
PROGRAM(S) WILL BE UNINTERRUPTED OR ERROR-FREE. YOU
ALSO ASSUME RESPONSIBILITY FOR THE SELECTION OF THE
LICENSED PROGRAM(S) TO ACHIEVE YOUR INTENDED RESULTS
AND FOR THE INSTALLATION, USE, AND RESULTS OBTAINED
FROM THE LICENSED PROGRAM(S).

YOUR SOLE REMEDIES AND ALTERA'S ENTIRE LIABILITY ARE
AS SET FORTH ABOVE. IN NO EVENT WILL ALTERA BE
LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGES,
INCLUDING ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES,
EXPENSES, LOST PROFITS, LOST SAVINGS, OR OTHER
DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO
USE THE LICENSED PROGRAM(S). Some states do not
allow the limitation or exclusion of incidental or
consequential damages, so the above limitations or
exclusions may not apply to you.

THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND
YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE
TO STATE.

To the extent that the Licensed Program(s) are derived from
third-party software, no such third party warrants the Licensed
Program(s), assumes any liability regarding use of the Licensed
Program(s) or undertakes to furnish you any support or information
relating to the Licensed Program(s).

6.  Representations:

ALTERA has the right to enter into this Agreement. With the exception
of any portion(s) of the Licensed Program(s) that is licensed by
ALTERA from third parties, the Licensed Program(s) is proprietary to
ALTERA. ALTERA is not aware of any claim of infringement with respect
to the Licensed Program(s).

7.  General:

Under no circumstances shall ALTERA be liable to any party in an
amount beyond the license fee paid by you or your employer to Altera
for the Licensed Programs covered by this Agreement.

You may not sublicense, assign, or transfer the license, the Licensed
Program(s), or disclose any trade secrets embodied in the Licensed
Program(s), except as expressly provided in this Agreement. Any
attempt otherwise to sublicense, assign, or transfer any of the
rights, duties, or obligations hereunder is void.

You shall not export the Licensed Program(s), or the direct product
thereof without first obtaining any necessary U.S. or other
governmental licenses and approvals.

This Agreement is entered into for the benefit of ALTERA and its
licensors and all rights granted to you and all obligations owed to
ALTERA shall be enforceable by ALTERA and its licensors.

If you have any questions concerning this Agreement, including
software maintenance or warranty service, you should contact ALTERA
Corporation, 101 Innovation Drive, San Jose, CA 95134.

This Agreement will be governed by the laws of the State of
California. You agree to submit to the jurisdiction of the courts in
the State of California for the resolution of any dispute or claim
arising out of or relating to this Agreement.

The prevailing party in any legal action or arbitration arising out of
this Agreement shall be entitled to reimbursement for its expenses,
including court costs and reasonable attorneys' fees, in addition to
any other rights and remedies such party may have.

BY USING THE LICENSED PROGRAM(S) OR BY PAYING A
SUBSCRIPTION FEE, YOU ACKNOWLEDGE THAT YOU HAVE READ
THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND
BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT
IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE
AGREEMENT BETWEEN YOU AND ALTERA WHICH SUPERSEDES
ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN,
AND ANY OTHER COMMUNICATIONS BETWEEN YOU AND ALTERA
RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.

8.  U.S. Government Restricted Rights:

The Licensed Program(s) and any accompanying documentation are
provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by
the Government is subject to restrictions as set forth in subparagraph
(c)(1)(ii) of The Rights in Technical Data and Computer Software
clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of
Commercial Computer Software-Restricted Rights at 48 CFR 52.227-19, as
applicable. Contractor/manufacturer is ALTERA Corporation, 101
Innovation Drive, San Jose, CA 95134 and its licensors.